VBTX insider reports 50,652 shares, 3,128 RSUs converted at 1.95x
Rhea-AI Filing Summary
Veritex Holdings (VBTX) director reports merger-related dispositions. On 10/20/2025, Huntington Bancshares Incorporated acquired Veritex under a July 13, 2025 merger agreement. Each Veritex common share converted into the right to receive 1.95 shares of Huntington common stock.
The director reported disposing of 50,652 shares of common stock and 760 shares held indirectly by son, reflecting conversion at closing. In addition, 3,128 restricted stock units were canceled and converted into Huntington common stock per the exchange ratio, less applicable tax withholdings. Following these transactions, the filing shows 0 shares and 0 derivative securities beneficially owned.
Positive
- None.
Negative
- None.
Insights
Form 4 shows share and RSU conversion from Veritex–Huntington merger.
A director of Veritex reported dispositions tied to the merger with Huntington Bancshares effective 10/20/2025. Each Veritex common share converted into the right to receive 1.95 Huntington shares, so open-market pricing is not listed here.
The filing lists 50,652 common shares and 760 indirect shares (by son) disposed, plus 3,128 RSUs canceled and converted into Huntington stock at the same ratio, net of withholding. Beneficial ownership after the transactions is shown as zero, consistent with a closing conversion.
This is primarily administrative disclosure of insider holdings realigning to the acquirer’s stock; actual impact depends on the merger terms already in effect.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Unit | 3,128 | $0.00 | -- |
| Disposition | Common Stock | 50,652 | $0.00 | -- |
| Disposition | Common Stock | 760 | $0.00 | -- |
Footnotes (1)
- On October 20, 2025, Huntington Bancshares Incorporated (Huntington) acquired the Issuer pursuant to the terms of that certain Agreement and Plan of Merger entered into by and between Huntington and the Issuer, dated as of July 13, 2025 (the Merger Agreement). Pursuant to the terms of the Merger Agreement, the Issuer merged with and into Huntington, with Huntington surviving such merger (the Merger). Pursuant to the terms of the Merger Agreement, each share of Issuer common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the Merger (the Effective Time) converted into the right to receive 1.95 shares of Huntington common stock (the Merger Consideration). Each restricted stock unit represents a right to receive at settlement one share of common stock of the Company. Pursuant to the terms of the Merger Agreement, each RSU outstanding immediately prior to the Effective Time was canceled and converted into the right to receive (without interest) a number of shares of Huntington common stock equal to the product of (i) the number of shares of Issuer common stock subject to such RSU immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio (as defined below), less any applicable tax withholdings. The ratio of 1.95 shares of Huntington common stock for one share of Issuer common stock is referred to as the Exchange Ratio.
